Sam was a teen, a student and a spy. She was also the smartest girl in her
school be far. But she felt the need to prove it which is why she was staying
late after school to work on a science experiment. The experiment was worth a
considerable credit and she wanted something spectacular but through a
somewhat random and haphazard throwing together of various chemicals she had
managed to concoct something that even she did not know what it would do. She
swirled the vial around and frowned, she sniffed if and felt a weird tingling
in her body. She took the vial over to a cage with some mice and poured the
vial’s entire contents into the rodent's drinking water. Sam placed her
notebook on a clipboard and waited for any sort of reaction from the mice.
She was chewing on the end of the eraser on her pencil as she waited for
something, ANYTHING to happen. After several minutes she was finally
rewarded. Roughly half of the mice began to mate. They were humping away
like mad. Soon they were all mating like crazy. Writing her finding in her
notebook as she surveyed the wild mouse orgy she began to look around the
room for a suitable container. She'd accidentally made way too much to fit
in any of the classes standard containers. She found an empty Gatoraide
bottle laying in the trash and quickly filled it to the top with her potion.
She left class and soon met with her best friends and fellow spies, Alex and
Clover, in the hall.

"So Sam like what have you been doing this whole time?" Asked Clover.

"Just working on something for science, no big deal." Sam said.

"Really because I have that same teacher and IIIIIIIIIIIIEEEEEEEEEEEEEEE..."
Alex was interrupted as the whoop away machine sucked her and her friends in
and through her locker and through seemingly impossible tunnel to WHOOP
headquarters were Jerry awaited them.

"Hello girls." Jerry said as they landed in heaps on the couch in front of
him. "It seems that an evil circus has begun committing horrible crimes,
mostly kidnapping, we need you to find them and stop them."

Alex began to shake. "Not clowns, I hate clowns."

"Where is this circus?" Asked Sam.

"Honolulu." Jerry replied.

"Awww-SUM." Clover said. "After the mission I can catch a tan on the beach."

Sam, Alex and Clover were dressed in bikinis but also had on shorts (in
Clover's case a white skirt), sandals, loose fitting light shirts, sunglasses
and hats. The walked along the sidewalk that ran parallel to the beach and
took in the beauty that was Honolulu. All of the kidnappings had taken place
on this beach that was frequented by wealthy tourists. It was for this reason
that the girls decided to change so they could blend in and recon the beach.

"Like, how do we find an evil circus?" Asked Clover.

"Maybe we can ask the clowns and gorilla that are grabbing people off of the
beach." Said Sam.

Alex and Clover both turned to see a Gorilla who had two screaming girls
clutched in each arm and pair of clowns, one fat and one thin, who had a pair
of giant butterfly nets that each contained a poor beach-goer.

"Hey stop that!" Alex yelled.

This drew the attention of the fat clown.

"Get them!" He ordered.

The thin clown and the Gorilla both dropped their victims and charged. Alex
swept the thin clown's feet out from under him. The angry clown squirted
her with his seltzer bottle of acid but fortunately she was wearing her
acid-blocking suntan lotion unfortunately it didn't work on her cloths and
a very naked Alex was soon standing on a pile of dissolved cloths. Clover
was having a hard time with the Gorilla, who had her in a bear-hug. She
screamed and struggled but couldn't escape it's grip. Sam however snuck up
behind it and kicked it hard in the nuts.

"RROOOOOOOOOWWWWWWR!" It roared and then collapsed after dropping Clover.

The fat Clown whistled and a very tiny car, half the size of a VW beetle and
with tinted windows, drove off the street and onto the beach. Another clown,
this one female, exited and then a lion tamer, then his lion, then a woman
with a bunch of swords and finally a bear in a tutu. Alex, Sam and Clover
just stared in astonishment.

"I think we're in trouble." Said Alex.

"Duh-UH." Said Clover.

The bear and the lion both charged ahead first and were also of the most
concern to the spies. Sam withdrew the sonic cutter she had gotten from
Jerry.

"I have an idea!" Sam said.

Taking a hair clip she quickly adjusted it and the turned it on. The
high-frequency squeal that was emitted from the thing caused the two animals
to roar angrily then run in the other direction and run.

"Good job Sam." Alex said.

The lion tamer went after Clover. He whipped her across the chest which was
both painful and ripped off her bikini top. He whipped her again, this time
shredding her skirt. The third lash of the whip relieved her of her bikini
bottoms and left her whipped and naked. She screamed but the tamer only
cackled maniacally. Alex was in the middle of a kung fu battle with the
female clown. Alex had already had her clothing destroyed and was jiggling
and bouncing as she fought. Sam Was facing the last woman who threw swords
which Sam was dodging. Cover caught the whip around her wrist then pulled
hard and knocked the tamer off of his feet. Alex finally got the best of
the clown with a kick to her head. Sam deflected a sword with a Chakrum and
caused it to bounce back at the sword juggler and hit her in the head by the
handle, thus knocking her out. The fat clown looked at the three angry Spies
and just raised his hands. He didn't want to get hurt if it was avoidable.

Sam opened her communicator and called Jerry. "Jerry we need a Whoop clean-up
team to pick up the rogue circus performers ASAP."

It didn't take long for a large crew of WOOHP agents to arrive. They arrested
the circus freaks between staring at the two naked agents. It was at this
time that Alex and Clover became very aware that they were very naked.

"Like take a picture it will last longer." Said an angry blushing Clover.

Many of the tourists took that as an invitation and began snapping away with
their cameras. Alex and Clover snatched towels away from a pair of gawking
beach-goers so they could cover up. Clover then reached into Sam's bag and
pulled out a bottle of Gatoraide. The fighting had made her really thirsty.
She took a long chug and when Sam turned and saw what was happening she
screamed.

"NOOOO!!!!"

"What! Sorry I was thirsty and I didn't think you'd mind." Clover said
defensively.

"It's not that. That was my experiment for science class it made all the mice
I gave it to incredibly horny." Said Sam.

Clover stopped and thought hard. "I don't feel horny."

"You don't." Asked Sam, a little disappointed.

"Nope, just like totally hot and tired." Replied Clover.

"Maybe it only works on mice, which is good because I'm really thirsty too."
Alex said as she grabbed the bottle and took a drink.

"HEY!!!!" Sam protested.

"It's fine, here have some." Alex said.

Sam looked at it nervously, but since Clover and Alex were unaffected she
took a swig. "Hmm tastes like Cherry/Kiwi."

It was only at this point that Clover began to feel strange. She noticed the
curves of Sam's body and the lovely shape of Alex's lips. She saw these as if
for the first time and felt a strong attraction to her two friends. UH-OH she
thought as she tried to push the thoughts of Alex and Sam's sensuous curves
out of her head. This was pretty difficult. Alex and Sam in turn also began
to feel strongly attracted to Sam and each other. None of the girls
acknowledged it out loud and they each tried to fight it even on their way
back home. Once back they avoided each other the rest of the afternoon.

Beverly Hills, that night...

Sam could not figure out what had happened of what went wrong with her
potion. Once she got back she checked on the mice. They were still humping
like bunnies. She checked their sexes to be sure she wasn't turning them all
gay. She noticed that it didn't matter if she put a male and a female, a
female and female or a male and another male together. The results were
always the same, the mated like crazy. She scratched her head and wrote done
her findings. She took another cage of specimens and this time gave half the
mice some of her love potion and the other half some plain water. It was then
that Sam realized what was going on. The ones who had drank the potion only
wanted to mate with other mice who had also drank the potion!

Sam began trying to find an antidote. It was a long unsuccessful night.

Beverly Hills the Next day...

The school was going to have a Halloween party. The students were going to
be allowed to wear their costumes all day. Clover was dressed to kill. Her
costume included tight red leather pants. A leather top that was sleeveless
and had an exposed midriff and a zipper down the front. She wore a circlet
on her head with a pair of red horns. On the back of her pants just above
the butt was attached a long red barbed tail. She also wore Calf high red
boots with very high heels. She gazed at her devilish costume in the mirror.
She made a few sexy poses.

"This is really going to turn Alex and Sam's heads. BOYS' heads I totally
meant boys' heads'." She corrected herself as she left for school.

At school she ran into Alex and Sam. Alex was wearing black hot-pants that
had a white bunny cotton-tail on the back, white paw-like mittens, black
platform stilletto heels, fishnets, a very tight white shirt and a coat
with tails and bunny ears. Alex carried a wand in one hand. Sam was wearing
a black cape, knee-high black leather boots, and a slinky black dress with
a slit up one side, the dress showed some cleavage, perched atop Sam's head
was a pointed 'Witch' hat. She carried a broom.

"Uh wow you guys uhh look great." Said Clover with a crimson blush.

"Thanks." Said Sam. "And you look really..."

"Hot?" Offered Clover hopefully.

"Yeah, hot." Said Alex dreamily.

The three of them stood around in an awkward silence.

"I gotta go to class." Said Sam.

"Yeah class." Agreed Alex.

"Totally late for Class." Said Clover.

Math...

Sam was not paying attention. She was only barely hearing the droning of her
teacher. She was thinking about those mice and how she was going to break it
to her friends that she had no antidote for a potion that had made them all
hot for each other. As she thought about her friends she began to feel a
little horny. She could picture Alex. She was so cute. She imagined Alex
naked laying on a soft bed. Sam wanted to taste her pussy. She snapped out
of her reverie and looked at her desk. She had unconsciously written on her
desk Sam loves Alex+Clover and drawn a circle around it. She was starting to
feel like there was no way that she could resist the effects of the potion
much longer.

Art...

Alex was having just as hard a time as Sam. She was trying hard to paint
the perfect human form like her teacher had instructed put her mind kept
drifting. She suddenly began to imagine herself alone and naked in her
room Clover was there as well also naked. Clover grabbed her and pulled
her in for a passionate kiss and at the same time cupped Alex's pussy in
her hand. Alex snapped out of it and stared at her Canvas. She had just
painted Clover and Sam naked with Clover sitting on Sam's lap and had not
realized she had done it.

English...

Unlike Sam and Alex it wasn't really unusual for Clover to daydream in class.
The thing is she almost always daydreamed about boys not Sam and Alex. She
was imagining Sam on her hands and knees completely naked Sam crawled over to
clover and licked her shiny patent leather pumps. Sam's tongue traced a line
up Clover's leg and in the direction of her cunt. Clover was errantly rubbing
her pussy through her pants under her desk as she imagined getting eaten out
by Sam.

Before the dance...

The three spies were in bad shape. They were uncontrollably horny for each
other and they were trying to fight it which was making them miserable. Three
bumped into each other on their way to the gym for the Halloween dance.

"Uh hi." The three said at once.

"Look I have to tell you something." Said Sam. "That gatoraide you guys
drank, well I figured out tht it makes you uncontrollably horny for anyone
else who has drank it."

"What so you like poisoned us?" Clover demanded angrily.

"Like I knew you were going to drink it!" Shot back Sam.

"AH-HAH!!!"

All three girls turned to see who had said that. It was Mandy, she had
listened in on them from behind some bushes. She was wearing red lingerie
devil horns and red pumps. She also was carrying a plastic toy pitch fork.

"So you guys are a bunch of dykes, I knew it! I can't wait to tell the entire
school!" She said. She looked at Clover and laughed. "You don't make half as
hot a devil as I do."

Mandy turned and walked away in the direction of the gym with her nose in the
air.

Clover's head slumped. "Great, now she is going to tell the whole school that
we're lesbians." Alex said.

"Forget her Clover, we can't help it that Sam drugged us..." Alex said.

"HEY!" Sam protested.

"Besides you are a much hotter devil than she is, she is just sluttier." Alex
said.

"Thanks Alex I..." Suddenly Clover got an evil smile.

"What?" Asked Sam.

"Alex is right. We can't help what that potion does to us. It's not our
fault. And if we acted on what we were feeling that doesn't make us lesbians,
we are just under the effect of drugs." Clover said.

Sam and Alex were suddenly filled with thoughts of all kinds of naughty
badness.

"Yeah," said Sam. "We aren't responsible for the effects of mind altering
chemicals that we accidently took."

"You guys are right." Alex said. "And if we keep fighting it there maybe
harmful side affects."

"Good logic there Alex." Said Sam.

"Come with me." Said Clover.

She grabbed both of their wrists and led them to from the Gym but instead of
them going through the front doors she came around the back to the Janitor's
entrance she flipped over a nearby rock and then withdrew a key in it's place
she left a 5 dollar bill. Clover opened the back door and led them in.

"Girl's gotta have good hiding spots in case she has to have a private talk
with a boy." Said Clover.

"Yeah talk." Sam said sarcastically.

"Like do you want to come up here with me or not Chemistry Queen?"
Demanded Clover.

"OK, OK sorry." Sam said.

The trio made their way up to the secret upstairs room that the janitor
rented out to students who wanted it for ‘private meetings'. The middle of
the room had a bed that the janitor had purchased second-hand from a motel.
Clover closed the door behind her.

"Wow Clover this is perfect!" Alex said impressed.

Clover put an arm around Alex's waist and pulled her in for a kiss. Their
lips parted and Clover slipped her tongue into Alex's mouth. She let her
tongue linger there and enjoy the sweet taste of Alex. Sam came over and
Clover broke from Alex. She grabbed Sam by the ass and pulled her tight.
They also kissed, Sam reaching up to squeeze Clover's breast as they did
so. Alex stepped behind Sam and fondled the red-head's boobs and ass. Sam
grabbed the zipper on the front of Clover's costume and pulled it down.
She spread open the leather top and grabbed hold of Clover's breasts. She
massaged her friend's breasts and stopped to tweek a nipple. Alex knelt
down on the ground she reached up Sam's dress and then pulled her panties
down her legs to her ankles. Then Alex stood and relieved Sam of her cape.
Alex unzipped Sam's dress and Clover pulled the dress down and off.
Giggling Sam turned and helped Alex lose her coat and shirt. Clover walked
over to the bed, Alex and Sam followed. Alex and Sam each grabbed a boot
and pulled them off of Clover's feet. The Sam unbuckled Clover's belt and
tossed it on the floor. Alex grabbed the waistband of Clovers panties and
began to slide them off. Now Clover took off Sam's bra, she paused a minute
to suck on one of her nipples and then the other. Alex stood behind Sam and
yanked her panties off. Alex stood and Sam pulled down Alex's hot pants and
then her panties while Clover helped her lose the bra.

Sam pushed Alex onto the bed and kissed her while fondling her tits. Clover
stood behind them and took in the delightful view of Sam's ass. Clover put
a hand on each cheek and squeezed. They were nice buns to be sure. Clover
kissed each cheek the slipped a hand under Sam and brushed her fingers over
Sam's pussy. She gently stroked the other girl's cunt which mad Sam moan
softly. Alex slid up on the bed and Sam bent forward and began to lick Alex's
pussy. Alex was fairly sure that it was the best sensation that she had ever
experienced.

"Oh god Sam! That feels so good!" Alex squeaked.

Sam began driving her tongue in deeper and harder. Alex clasped her thighs
tightly around Sam's head as her butt lifted gently up and down as she was
pleasured by the pretty red-haired girl. In the mean time Clover was
squeezing Sam's dangling boobs while she pumped a finger in and out of Sam's
pussy. The harder and faster Clover finger-fucked Sam, the more frantically
Sam tongue-fucked Alex's pussy. The blonde and the raven haired girl were
soon cuuming loudly to Clover's great delight. Sam came and cried out into
Alex's pussy. The vibrations put Alex over the edge as well.

"Ohhh I'm going to Cuuuuuuuuuuum." Alex cried out as she flooded Sam's mouth
with her girl-juice.

The girl's were panting and sweating.

"Like, I hope your not too tired because it's my turn." Said Clover.

The girls switched positions. Clover was now on all fours, Sam was underneath
her eating her out and Alex was behind her. Alex spread her cheeks and was
performing analingus while Sam was happily eating Clover out. The combined
assault on her ass and pussy made Clover cum like crazy.

Afterwards the three girls lay together in bed.

"Wow that was so cool." Said Alex.

"Like the best ever." Agreed Clover.

"I guess I'll keep working on an antidote tomorrow." said Sam sadly.

"No rush." Said Alex hastily.

"Like it can totally wait a few years." Clover said before kissing Sam then
Alex.
_ _ _